Predacon No More
by Deepclaw
Summary: Terrorsaur is captured by the Maximals after wreaking havoc over at Predacon base. Now, Megatron only wants him back to kill him, and the Maximals are offering just a sliver of amnesty...
1. Chapter 1

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**Disclaimer:** _I don't own Beast Wars. -_-;_

**Summary:**_ Terrorsaur is captured by the Maximals after wreaking havoc at Predacon base. Now, Megatron only wants him back to kill him, and the Maximals are offering a sliver of amnesty...  
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**Pre-story Author's Notes: **

_Minute = cycle_

_Hour = Megacycles_

_Day = Solar cycles_

_Week = Week (they uhh….picked these terms up from Human Studies Class or something.)_

_Month = Lunar cycle_

_Year = Stellar cycles_

_The story picks right up in the middle of Terrorsaur's thoughts as he sits in the brig. Anything that happened before this moment is to be revealed as you read. If you have any questions, please PM or ask in a review. :3 Doing so will help me remember points to address in another chapter. As far as setting goes, this story begins near the end of Season 1. I usually like to write in between or around Canon events or whatever, but this time around I'm doing a couple things new – I'm following one character's perspective instead of everyone's, and I'm taking Beast Wars into a slightly different direction because of a What If? :3 It's AU, then, although I dont think that merits a warning in the Summary...does it? o_O_

_As usual, I'm really nervous about posting this cuz I'm unsure about my writing. 9_9 Ugh.  
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_Anything else I feel I need to address will be mentioned at the bottom._

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**Predacon No More**

**Chapter 1**

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Terrorsaur didn't like recharging like this. It was very uncomfortable. First of all, he was sitting up. Second, he was stuck in the middle of a ring of red lasers that would cut him to pieces if he moved. Thirdly, it was very dim in here, so dim he coulnd't see the walls – and every time he tried the dark masses just seemed to close tighter around him. And fourthly, there were two Maximals just outside the cells, glaring at him on a regular basis. In conditions like these, it was no wonder he was sore, cranky, and just on the edge of a breakdown.

And he'd been in here for almost _three weeks_.

It had long gotten boring, his claustrophobia constantly had to be fought (which was getting tiring in itself), and he'd long given up hope that the Predacons would come for him. They were never fond of him, especially Megatron, and after reflecting on what he'd done to his fellow Predacons, he wasn't surprised. Long story short – he'd been mysteriously upgraded, and, just after he'd recovered, he went after Megatron, nearly killing the tyrant, and severely injuring several other Predacons in the process. After that, he'd lied low for a few days before going after the Maximals, who'd heard all about it already and had a trap waiting for him. It was like the Floating Mountain all over again. And so here he was; an ancient extinct bird in a cage with neither an owner nor even a song to sing. Not that he'd sing…

"Hey! You!" he called through the darkness. Two pairs of red optics swung around to greet him and he nearly cowered before remembering he was surrounded by glowing scalpels. He toughened up. "I believe I said _you _and then pointed, as in one of you. The one I was pointing _at_."

The optics didn't change, but a silky, hissing voice reached the flyer's audio receptors and made him shiver, "What is it you want….Terrorsaur?"

Keeping up the bravado, the red mech straightened, "I've been in here forever now. I get it, I'm dangerous, but I want out. So, I want to talk to Optimus to negotiate my freedom."

The optics exchanged glances and he heard a snigger.

"Yeah _right_, you're gettin' out. Optimus is nice, but he ain't _that _nice. Yer in here for _good_."

Terrorsaur couldn't help but growl audibly because of the vindictive squeaky snicker that followed the comment. But, seeing as he couldn't shoot the little hairy terror, he simply slumped and waited.

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Three solar cycles later found Terrorsaur briefly celebrating some freedom as he stretched his circuits and cables. The red bars had finally turned off and he could stand fully. However, his joy was short lived as those red optics opened the main cell doors and beckoned him out. He shot a glare at them, but Dinobot and Rattrap didn't even flinch, so he walked to join them. A moment later, he was being escorted up through the ship with Rattrap taking the lead and Dinobot hissing behind him.

As they marched, they passed several doors, some open, some not, each one pretty bare (except one that housed a billion plants). A grin started to form across Terrorsaur's face as he realized that walking him through the ship was a bad idea. The idiots were allowing him to see and memorize the ship's layout, first of all, and, if he so wished, he could take off towards the escape pods and launch himself out of the ship.

Peering around and waiting for a fork in the hallway, he hurled himself left and was about to take off when a large arm wrapped itself around him and slammed him into the wall. Pain spiked through his back but he lashed out again and was slammed again. A punch flew at him and Terrorsaur ducked- there was a crunch as Dinobot's fist collapsed the metal underneath it. Crouching, the flyer lifted his hands in a pathetic attempt at protecting his head, but otherwise did nothing but squawk.

"Alright! Alright! Is that necessary!!?" he yelled, impressed at the power with which that dent was made. If it had actually connected with his helm…

Dinobot and Rattrap exchanged glances.

"Depends, Bird Brain," Rattrap drawled nonchalantly.

"Will you attempt an escape again?" Dinobot finished.

Terrorsaur looked between the two, one unexpectedly scary for his size and the other already bearing a reputation for intimidation. Their faces seemed dark, not as in lighting but in expression. Scary dark. Like they could rip him apart with their optics if they so wanted. The vision haunted him, and he shook his head quickly before standing, hesitantly. Soon, with both gun _and _sword at his back, and his plan for escape foiled, the red flyer continued to trudge his way to the command center.

When the small group reached the rounded room, Optimus Primal, Rhinox, and Airazor were already there. The bird glared and quietly excused herself, brushing past the group with a stance that clearly meant 'I'm better than you'. Silently, he grimaced to mock her upturned expression and sat heavily on one of the seats. It kind of disgusted him to be sitting in one of these over decorated little chairs. They were comfortable but definitely Maximal in design, and that alone was enough to deter his liking.

As soon as he was seated, everyone moved into position. Optimus stood front and center, arms crossed, just on the other side of the round table. Rhinox sat in a seat behind his leader in front of the computer consoles and some other equipment; close enough to work, but in just the right spot to let Terrorsaur know that the ape had someone watching his back, literally. Dinobot and Rattrap moved to flank the prisoner, weapons lowered but still ready for use. It was as if they'd planned this meeting and, considering Terrorsaur's request about three days ago, they probably had. He heard Dinobot growl a warning, and Terrorsaur's anger flared at the thought of the raptor's betrayal and being quick to pick up Maximal loyalties. But as quickly as it rose, it fell – it wasn't like Terrorsaur was a model Predacon when it came to loyalty either. At that, he almost grinned but managed to keep a straight face. Optimus had just asked him a question and he'd missed it.

There was silence for a moment as the two parties stared at each other.

"Uh, were you talking to me?" Terrorsaur asked, sounding genuinely curious since he'd drifted.

A change in Primal's optics signified slight exasperation, but he repeated himself anyway, "I received word that you wished to speak to me?"

Ah, ever the sneaky little diplomat. He'd '_received word_', Terrorsaur's left thruster. …Well, he probably did, but a casual observation, as if Optimus had Griintogian Tea with his prisoners everyday, wasn't why Terrorsaur was brought up here. As the flyer thought about it, pieces fell into place - if a prisoner wanted to speak to Primal, Primal probably would have come down to the brig himself and spoken there. Instead, he'd ordered the prisoner brought to him. This could mean that Primal wanted something from him as much as Terrorsaur wanted out of this place. And since it was Primal, it probably wasn't some dirty work or favor to complete. . .

"Yeah, you prob'ly did, Primal. Only asked to see you, like, what… a week ago?" the flyer answered conversationally, but he offered no more. More silence stretched between them as they both waited for more words to come forth from the red vocalizer. None came. Terrorsaur did, however, feel a cold, brief, prompting poke on one of his newly formatted wings - undoubtedly issued from an impatient rodent's weapon - and while he knew it wasn't anything actually indecent (beyond the fact that one just did not run around touching other bots' wings), he immediately sat straight and flared up, "I'd appreciate you keeping your _fingers_ to _yourself_, rat!"

Rattrap backed up with an indignant squeak. The innuendo had not gone unnoticed - the way the bot had spit the words out made it unmistakable - and the small Maximal was shocked that any Predacon would assume he'd been feelin' up his wings. Already on edge, his current embarrassment merely fanned the flames and his grip on his weapon tightened noticeably.

Optimus sent a pointed glare at the vermin but the exchange was lost on Terrorsaur, who fought to hide the cunning smile he was beaming on the inside. Trading insults with the rat would only lead to a verbal fight the flyer knew he might not win. But accusing the Maximal of some lewd act towards the_ enemy_? Embarrassment was an excellent control mechanism when used properly. He relaxed and settled into his chair again.

Optimus sighed briefly, as if clearing his head, and finally started to get to business.

"Terrorsaur, you know why you're here. You were recently upgraded somehow, wreaked havoc on both factions, and were finally subdued by the combined effort of my team and the device embedded in your systems." The Maximal leader unconsciously gestured at Rhinox at that last statement, as if to give credit to the green giant for building the contraption. Terrorsaur would have laughed if he hadn't been slightly annoyed at the ape's recounting. Terrorsaur wasn't a moron, he remembered why he was here.

"Now, I know you wanted to talk to me to arrange your freedom and/or escape the Axalon somehow," he continued and Terrorsaur snorted. "But the situation is this – we can't let you go. You're a wanted criminal and a dangerous enemy - even _more_ so now that you have this upgrade. However … keeping you locked up is draining our resources and preventing at least two members of my team, at any given time, from helping the rest of us out. We're a small enough group without having you guarded all day and all night."

Terrorsaur had let his gaze wander about the room but now his optics snapped back to Optimus. His head stayed facing the hatch, but his optics watched the ape warily, as if unsure whether to look at him or not. What was the guy getting at…?

"Therefore, I want to make a deal with you."

Here it was. Optimus was going to expose whatever it was the Maximals thought Terrorsaur might be good for and the Predacon would laugh in their faceplates and run for the hatch, death wish or no.

"We'll let you free from the cells and allow you to wander the ship and even outside, with some restrictions, and in exchange you help us defend ourselves against the Predacons," the leader finished. He looked apprehensive, as if surprised he was considering this.

Terrorsaur, on his part, completely forgot about the hatch as his jaw dropped. "You-you want me to _help _you?"

Optimus opened his mouth as if to explain his decision but thought better of it and nodded, seeming to decide to maintain his sense of authority and confidence in his decision rather than make it seem like he was pointing to someone else and saying, "It was his idea." Strange as it was to think so, it looked like the ape had a better grasp of what did or did not offend a Predacon than the flyer had previously thought.

Didn't change his reaction any.

Terrorsaur half laughed, half scoffed and looked to Rhinox to see if the 'boss' was serious. The rhino looked grim. "You… want _me_… to help _you_…"

Primal nodded again.

"The Maximals."

Nod.

"…"

Nod.

Terrorsaur was completely blown away, torn between disbelief and taking offense at the proposition. Without much to fall back on, he thought he'd expressed the first emotion enough, now it was time to express the other.

"How – How…Why – How can you _catch_ me, keep me prisoner, and then ASK me to help you!? _Wander_ the ship!? Go _outside_? And then _help_ you? _What is that?_ I can skip through the meadows and pick flowers as long as I shoot my comrades on sight?! I have to work with you, my enemies, repairing your weapons and shields, as if we're buddies, in order to ensure that I can sip some energon in the _Rec Room_?! All so that you don't have to _babysit me_?! Did it even occur to you that I can escape if you let me outside!? I knew you were all bad at keeping prisoners for very long but THIS!? What are you playing at!?" he screeched, gesticulating wildly with his clawed hands.

Optimus frowned deeply, as if considering his words. But Terrorsaur wasn't paying attention and continued to sputter, too caught up in his own indignant surprise to think of taking advantage of the leader's quiet.

"Terrorsaur," a deep baritone stated, catching the wild bot's attention. Rhinox was reasoning with him. "What's going to happen if you go back to the Predacons? Do you think they'll let you anywhere near them after what you did?"

There, Terrorsaur faltered. Megatron definitely wouldn't want him back, and if he did, he'd want to find how Terrorsaur upgraded himself and then kill him. His old 'comrades' might be more than happy to see him die, too – he vaguely remembered blasting Black Arachnia's limbs off and blowing up a storage bin of Inferno's explosives. To be honest, he hadn't meant to really destroy them – they were supposed to be a part of his army – but when they'd come out to fight him, the only thing he could do was shoot. With nice upgrades like his, that meant a deadly hit. And it was times he thought about that that he really wondered where he'd gotten the upgrade – he could _not_ remember at _all._

He carefully glanced about the room, avoiding everyone's optics but watching them all just the same.

Primal shifted, considering his words before voicing them, not knowing Terrorsaur had already reached the same conclusion, "He's right, you know. And Megatron has even already tried to negotiate your return. I don't think it's because he wants to congratulate you. You're in a tough position, Terrorsaur. Your Predacon 'comrades' are more than willing to destroy you after they find out how you managed these upgrades."

And at that, Terrorsaurbarely hid a shudder - _dissection_. _Torture_. He'd seen Tarantulas work his 'magic' on other bots before to extract information or simply to find what made them tick. If he went back, Megatron would order the spider, with glee in his pinkish optics, to strip him wire by wire and Terrorsaur did not want that to happen. His optics lowered and glared through the table before him as he thought.

"Therefore," the black primate continued. "I offer you some small grant of freedom in exchange for your help. You're still a prisoner and will be watched constantly, but at least you won't be sitting in the brig, wasting away, and wasting our Maximals' time when we really need help elsewhere."

Terrorsaur waited a moment and then mumbled. His voice was small, the tone softer than usual, as he still thought his predicament over. "Will you remove the device?"

"No," Primal answered definitely, as if expecting the question. "We can't. It'd be too dangerous for us to do so. And it would be dangerous if you did it yourself, too. Rhinox installed it … very securely and I don't suggest you try to dig it out."

Terrorsaur smirked ruefully. What Primal really meant was that Rhinox hooked it up in just the right way to inflict some kind of damage to him if he tried. Even though Terrorsaur could disarm bombs and pilot ships and other things, he still wasn't good enough at tech to remove something of the likes of this and he wasn't going to try…unless he got desperate. Who thought the Maximals were too good for dirty tactics? Not him, not anymore. Slaggers.

On top of that, something else the silverback said struck him. 'Sitting in the brig' was not fun, and sitting really was all one could do, each cell was so tiny. It wasn't anything but torture to sit in a small, dark space and feel the walls close in on him and invisible hands reaching out to grab him from the darkness around him. That brig was darker than the Predacons', for Primus's sake! And the laser cell bars wreaked havoc on the sensor nodes located along his wings, constantly thrumming with slight increases in heat that were _almost_ painful, but not quite. He really didn't want to be in there, and that conclusion came to him much clearer now that he'd been reminded what standing and walking felt like.

And so, the red flyer was stuck. His previous leader would kill him for sure this time, and the leader in front of him could easily keep him locked up using those slagging red bars and Terrorsaur's own fears. And if Terrorsaur tried to escape, he might be tracked, caught again, dragged back and locked up anyway. Or killed. And if he did manage to escape…well, where the slag was he gonna go? What was he gonna do? Ugh. The situation was making him feel sick. However, if he went with Primal's deal…well, if he agreed and he could 'wander', then there was at least the _opportunity_ to escape… Especially if they actually did let him _outside_, the fools…

He heard a sigh, this time a tired one, "Take him back to the brig, I'll come talk to him at a later time to hear his decision."

Terrorsaur's head snapped up and he squawked, "Wait! I already decided!"

They all stopped, a bit surprised, to listen.

"You have?" Dinobot inquired with a suspicious snarl, from the red mech's right.

"Yeah. I agree. I'll help you out. You're, uh, right about Megatron and I don't want to sit around 'til the war ends."

He kept his fears to himself, determined not to let them know, although Dinobot might have seen through him. The Maximals all looked at each other, having some silent conversation, before Primal finally turned back to him and nodded once.

"Understood, Terrorsaur. You ahh…" The ape looked him over sharply, enough to make the flyer actually feel uncomfortable. "You'll take room Delta19. You can keep it however you want, but you aren't permitted weapons or chemical storage and it'll be inspected every fortcycle. Further details on your duties and allowances will be outlined later. For now, you're confined to your quarters."

Terrorsaur grunted at the mass influx of limitations they were already setting on him, but didn't argue and stood. Once again, the raptor and the rat took to escorting him down the hall, but this time, they stopped in the middle of the crew's wing. The label Delta19 in Common Maximal dialect was plastered next to the door and they pushed him in.

"Now, don't get any ideas, Predacon," the rat voiced with a cheeky smile and a twirl of his pistol. "_I'm_ right across the hall."

Terrorsaur frowned sarcastically, "Like _that's_ a real deterrence."

But Dinobot smirked nastily. "And _I'm _right next door."

That shut the flyer up. A cold, twisted smirk on the raptor's face was even worse than a scowl, in his opinion, and he cowered accordingly. The expressions on their faces only got nastier as the door closed, taking its sweet _forever _to slide from the right to the left and finally click into place.

As soon as he heard the lock activate, he turned away from the door in a fit of rage and loss. What was he gonna do now!? How dare they - !! Why the slag was he here? Where did he get that upgrade??! His mind whirled with questions, vindications, and accusations, kicking the berth and punching the walls. He really really _really_ didn't want to be there!

Only after he'd thoroughly exhausted himself and carved dents into the barriers around him did his temper tantrum settle and he sunk onto the berth and bowed his helm into his hands. What was he going to do? He was going to escape. And where was he going to go? He wasn't sure. Maybe he could find his own base of operations and plot to take down both sides of the army alone. Nobody was upgraded like he was. And he'd almost succeeded on the Predacons. Maybe he could take down both leaders…and, well, actually … taking down Optimus did practically nothing regarding leadership – another Maximal would just take his place. Maybe he'd kill Megatron, for real this time, and then take down the Maximals. Whoever survived, he'd give them a chance to join him or die. Once he conquered, he'd have both ships at his disposal and head off into space or something and find somewhere to go.

It was a really sketchy plan but it didn't matter. It was better to get there and then decide what to do than sit around waiting anyway. Of course, before he could even get out of there he had to escape and the main obstacle when it came to that was the device they'd forced into him. The thought disgusted him, having Maximals put Maximal things where they didn't belong with their Maximal hands - and to make him defenseless, no less. Ugh.

He wandered to the long mirror that was stuck to the wall at the end of his berth. He hadn't a clue why it was there, but he didn't mind and it was useful. In fact, a quick glance around his quarters and he coulnd't really see anything wrong with it – a desk, a chair, a berth wider than his own on the Darksyde, plety of bright lights, an actual window, and a closet for storage. The whole thing was a cool, dark grey and chrome. It was nice, but it didn't make Terrorsaur want to cozy up to his captors any. As if to emphasize his defiance, he threw the room as a whole a dirty look and returned to the mirror with focus. A quick mental command initiated his torso plates' movement, and the seams running right down the middle of his front split open with gentle clicks, from chest to lower midsection. Inside was a mess of wires and pseudo-flesh from his beast mode. It looked gross, mostly because of the red coloration that reminded him of organic insides, and he poked a wirem nearly balking as a weird tickle-pain shot through his arm. Don't touch that, his body told him. He obeyed. Moving on, he spotted his spark chamber, a roundish silver container with wires spilling every which way to who knew where. It wasn't hard to find at all and he'd seen it many times before, albeit, in his old body, not this new one. Just below that, however, was a black and grey box…

He brushed it gently with a finger, finding it warm, and then pushed some wires out of the way to see where it was connected – yup, hooked right up to his spark, those fraggers! He had no idea how to remove it or what it would do if he tried. Anything hooked up to spark chambers was bad news and, in his experience, pretty much meant instant death upon tampering. He was trapped! He was positive he could escape from the Maximals' watch but not this box. So much could be inside there. It wasn't like Rhinox, an engineer, would build a box the size of Terrorsaur's fist for it to only have one function, right? With this flyer's luck, it probably housed something terrible, like destructive nanites or acid or an explosive.

But would the Maximal really put instant death in a capsule and stick it inside another bot? That wasn't very Maximal-like, was it? And yet, Terrorsaur was certain Maximals had their dark urges, too. Rhinox _was_ the quiet type… What if he could just _ask_ what the box could do? If that didn't work, he'd just behave, be a good guy, save the day a couple times, and then ask. Surely they'd tell him then. And if that didn't work, maybe if he could gain their trust and they'd actually willingly _take it out_, and _then_ he could turn on them. Maybe even shoot Primal, Dinobot, Rattrap, and Rhinox in the back in one go and zip out of there before anyone noticed. _Yeeeees_, that's what he'd do! The snake in the grass always gets his meal!

Pleased he had this plan, he clicked his plates closed with another mental command and strode to the berth, suddenly tired. He thought of stretching out but his suspicious mind made him squint around the room, looking for anything suspicious that might give away a camera or some other monitoring device. He searched and searched, but not finding anything was only making him more suspicious. Megatron had all their quarters monitored and everyone knew it. Did Primal really let his Maximals run around without supervision? That couldn't possibly be right! More paranoid than ever, Terrorsaur crawled up on the berth and wedged himself into the corner, facing the door. If they came in once they knew he was recharging, he'd be ready.

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**Post story Author's Notes:**

_Griintogian Tea = (Green - **toge** - ian ) A tea from an alien planet called Griintog made from a small leaf that grows in vast numbers in small meadows. Thhe tea is potent with energy and is often drunk by Cybertronians in high society since it costs a lot. It's an nice boost to energy reserves, even though its not actually fuel. It's also something I made up to insinuate alien culture and economy._

_The grey and black box = This will be explained better next chapter, but for now you just need to know that Rhinox built it to suppress Terrorsaur's upgradedness._

_The Upgrade = Don't worry, he's not Mary Sue all of a sudden. His upgrades and how he got them will be explored later and will be shared with everyone, even those who shouldn't get them. Just like the whole Floating Mountain incident, he's suddenly found himself with a lot of power and actually did some bad aft stuff. Later, however, I think this upgrade will replace Transmetalization although all Beast Wars events will happen pretty much the same way they did in the show._

_I think instead of carrying on like I usually do, I'll let you all handle the questions. Just ask if you have any and reviews are appreciated. Suggestions, comments, concerns, etc. ...Yes, Beast Wars: Deep Impact is still being written!_

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	2. Chapter 2

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**Disclaimer:** _I don't own Beast Wars. -_-;_

**Summary:**_ Terrorsaur is captured by the Maximals after wreaking havoc at Predacon base. Now, Megatron only wants him back to kill him, and the Maximals are offering a sliver of amnesty..._

**Pre-story Author's Notes: **_Yeeaaahhh, an update! 8D More notes at the bottom._

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**Predacon No More**

**Chapter 2**

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The next morning, Optimus had droned and droned about protocol, policy, and regulations aboard the Axalon. ("…and when someone orders you to do something, do it. I know I, and none of my Maximals, would ever ask you to do something we wouldn't do ourselves. You may refuse an order if it involves you getting killed, maiming yourself, or otherwise..." ) He didn't bother explaining morals and ethics, since Terrorsaur was only half listening anyway and he didn't want to lose his temper with someone who wouldn't understand said ethics. Instead, he simply incorporated dos and don'ts into the rules to save time and frustration. The flier took it well, having slumped forward in his seat in the control room with his helm resting on the table rather than outright falling into recharge. In fact, the bot actually kind of looked like he was trying to listen and just finding it incredibly difficult.

Rhinox, however, took the opportunity to request an examination in the Medical Ward and not a megacycle into the new day the rhinoceros stood with all manner of scanners over a prone flyer who looked all too eager to zip out the door. The scene was something to watch. Terrorsaur, refusing to sit still and claiming something about Maximal torture chambers, scrambled to escape any time he felt he had a clear shot at the door. Rattrap crouched just outside the room with all manner of devices to capture any escaped red mech who might just so happen to cross the threshold. The lights were dim, the berth spotlighted with a creep yellowish hue, and the Maximals all had red optics, which only heightened the disturbing atmosphere. That and Dinobot's heavy, snarly breathing and clawed fingers ready to rip him to shreds should he try anything drastic. Needless to say, the ex-Predacon flyer had quite the morning and by the time he stumbled out into the hallway, no traces of the rat in sight (although Terrorsaur could swear he was being watched), he was certain he'd never sleep peacefully again.

Soon after the rough start, the red flyer was recruited every day to reorganize different storage closets, pamper empty crews quarters not in use as botany labs, and scrub the bottom deck of moss and dirt that accumulated as moisture and other…._stuff_ fell into the cracks from the upper decks. By the time he finished, it was often after sundown and pitch black outside, white artificial light flickering in the long grey tunnels of the ship. His entire frame drooped and he thought of nothing but recharge. Later, he wouldn't remember walking to his quarters, but suddenly he'd find himself lying on his berth drifting into recharge, the entire day a blur in his mind and his tanks one rumblingly hungry mess.

It was like this for a solid three weeks. There'd been two battles in that time, and several "chase the Preds away" goose hunts, but nothing too strenuous. The Maximals' work load was lightening, as each task was handled in a timely manner with plenty of help from everyone. Even Tigatron had wandered his way into the ship to lend a paw. The Maximals were in a good mood, the ship being reinforced and systems that had to be put on the back burner for the longest were finally going online, one by one. A/C was one, the shower system was another, and security was slowly being overhauled.

Despite the good cheer, though, Terrorsaur was still in captivity. Every day got longer and every night he stared out into the open skies until he fell into recharge, at which times his dreams, 'night glitches' he called them, morphed from him soaring high above the clouds into being dragged into the darkest, most confined corner of the Axalon by claws and red optics and weird science devices. There he choked, crushed to death as the walls closed in tighter and tighter… He had phobias already, sure, but he was built to fly, not walk along corridors and crouch in shafts all day. Even space travel meant flying alongside the ship, sometimes, although he wasn't sure he could do that anymore with an organic-ish beast mode now.

The longer he stayed trapped in there, the harder it was to keep self control. He found himself twitchy, a little paranoid. He also found it harder to clean narrow maintenance hallways without having at least one panic attack per shift. Darkness, tight places, flightlessness… It was getting to him. He didn't know what he'd do. He'd probably break down and go a little nuts, like he had when Megatron had forced the Predacons to hide in a narrow canyon for days as a part of a plan to trick the Maximals before they'd been discovered by Dinobot. He wondered often what the Maximals would do if he went loopy. Would they terminate him because they didn't want a crazy bot on their hands? He'd become 'too dangerous' or something. Would they bother trying to fix him? Maybe they'd hand him back over to Megatron? Fear was closing in, and it was fear that was saving him from breaking, lest he be destroyed. Fear…

One day, he'd nearly lost it. He'd been cleaning a starboard storage cubby, a kind of broom closet for drones to store tools and stuff. It was just below the lowest deck, right under the hull's metal, and, due to damage from the ship, it was crooked. The floor slanted inwards, allowing water and anything that grows _in_ water to collect there. He'd been cleaning it out, his ventilation fans breathing deeply despite the smell to keep himself together. But, at some point, he'd knocked his left wing into the wall, the action sending a jolt of pain all the way to the wing joint, which felt sore. As he went to rub the pain away, he felt slime on his hands. In the dim light of the shaft, he saw his wing, battered, scratched, and caked in grime. He'd choked up and almost started to keen, but anger and indignation had quickly replaced his sorrow and he'd beaten a hole into the wall in a fit of rage. He would have shot the ship to pieces, he would have blasted a hole in the hull and blasted off into the clouds to challenge the Earth to keep him inside its atmosphere; he probably would have attacked anyone if they'd happened upon him at that moment, but he was alone and the device in his chest prevented any dramatics.

Somehow, inside, he couldn't really blame the Maximals. He was their enemy after all and taking action to prevent disaster was a wise move; relatable, Predacon-like. Of course, he still blamed them for being strange, hypocritical, tree huggers. And letting him run around the ship – what was _that _all about?

But he had to deal. He had to. That was his plan. He had to _wait_. _Wait_ for the _opportune_ moment.

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One cool evening, after a long day's work sorting medical supplies, a light knocking pulled him from his troubled but well earned recharge. He grumbled, slowly lifting himself off the berth and throwing his legs over the side. He shuttered his optics sleepily once...twice… wondering what this was all about. They generally left him alone after he was finished with his assignments.

He pushed himself to stand, another knock reaching his audios, louder this time. Casually, he threw a look at the storage room, which was open, but paused before he could open the door. He hadn't left that open; open closets were freaky. He took a step closer, a heavy sinking feeling in his spark. Was something in there?

A heavy pounding sounded from the door, along with the young voice of the yellow cat telling him to open up, but he didn't notice. There was definitely a dark something in the closet…

One more step and he was at the threshold to the tiny room. He reached in and flicked an old fashioned switch to turn on the light.

Suddenly the dark shape became a giant spider with bright green eyes and yellow patterning –

"_We're waaatching you, Terrorsaur_!" cackled Tarantulas and red traitor screamed, reeling back and catapulting out of his room, running straight into Cheetor. The young cat screamed too, and they went down in a heap, both scrambling to get to their feet and aim weapons at someone, something. The flyer tried every mental command he could, the first being to activate his cannons, which didn't move. His thrusters puffed and hissed but didn't turn on and his other weapons didn't budge. The only thing that happened was a reflective, protective battle mask shutting over his face, which was new and unexpected - it only served to panic him further and he flailed trying to get it off.

Cheetor, meanwhile, had his gun out and was having trouble deciding what he should shoot. His first reaction was to fire on Terrorsaur, who had ambushed him, but watching the red bot flop around trying to get his own mask off his faceplates made him wonder if he wasn't escaping from something in his room. Taking a risk, he called for back up, ( "We're already on our way, Cheetor!" ) and inched his way into Terrorsaur's room. The room was dim and mostly empty but the storage –

"AHHH!" he yelled, running backwards, shooting three times into the room without aiming. "It's Tarantulas! _He's on the ship!"_

Dinobot was the first to arrive on the scene, something Terrorsaur noticed with a resigned 'of course' at the irony. Rattrap and Optimus were next. They all looked ready to kill.

"_Where_ is he?" The swish of a blade and the twirling of a shield filled the air.

"I'll blast his slimy Pred_ guts_ out!" The pumping of a pistol was heard briefly.

"Where, Cheetor?" The calm, but commanding voice of a concerned leader came last.

There was a pause.

"Uh, in Terrorsaur's quarters," the cat replied shakily, still aiming into the empty chamber. "He's in the storage room…But he hasn't come out yet."

Dinobot's optics narrowed, sweeping the corridor to spot their prisoner calming down and sliding into a sitting position. He inched forward, Rattrap scooting to the opposite side of the door. The two shared a look, then nodded, and rushed inside. The unmistakable sounds of gunfire erupted, but died off quickly.

"It's not real," Dinobot's low growl was muffled through the wall after a moment's silence.

"Yeah, eh, it's a fake. A metal rig with eyes and a recorder," Rattrap sounded farther away, as if he was inside the storage room, inspecting every centimeter for signs of the eight legged slagger.

"_We're waaatching you, Terrorsaur! KYEEAhehehehehaa!" _came the creepy voice again. Terrorsaur _hated_ that spider sometimes. This was one of those times.

"See? A cheap scare trick. …And almost too simple to be Tarantulas…"

Cheetor visibly calmed, but everyone still looked troubled. Optimus decided to take a look, stepping inside and leaving Cheetor alone just outside the door. He frowned deeply, the metal spider marked with various curses and evil smilies signed from Terrorsaur's old 'friends'.

"Dinobot, did Tarantulas _himself_ put this here?" he asked gravely.

The raptor grimaced and nodded, bending over to inspect scratches in the floor, "Undoubtedly. I recognize his work. The model is crudely made, but effective - the screaming nearly caused us _all_ to come running. I'm not sure how he sneaked in, but he bothered to come all this way to leave that here. He may have done unseen damage elsewhere, however. We should check the computers."

Primal nodded once, face plates scrunched as if he tasted something bad, "Which means he made it into the Axalon without tripping any alarms." He sighed, contacting Rhinox to run a sweep of the ship for intruders and to scan the computers. "This isn't good. We'll have to speed up the installation of our new security grid and run constant diagnostics on the whole system. Somehow, he knew security was going to be weak…" The Maximal leader looked extremely disappointed, but as a thought occurred to him, his optic ridges went up and his brightening optics found Dinobot, who was already looking back at him with a suspicious glare. A glance at Rattrap confirmed he'd come to the same conclusion.

"Terrorsaur!" Optimus called tersely, spark clenching at the thought that he'd leave the room to find Cheetor mauled in his absence and the flyer gone, like in some horror movie. It wasn't so.

Walking out into the hallway, he found Cheetor staring at the red captive, who was sitting with his back against the wall. The fugitive's head was turned as he stared down the hall and his wings were sloping downwards. His arms looked dislocated, they were so limp, and his legs were crossed haphazardly. His armor was dirty, grimy, and dull. The expression on what could be seen of his face was so despondent and exhausted, it made Primal's spark sink. It was a pathetic sight, unfitting for the normally proud and cocky Predacon, and strangely reminded him of a bird Tigatron had tried to help once, muddy feathers with broken wings in the middle of a rainstorm.

Primal didn't like it. Maximals weren't barbarians. If Dinobot didn't have his honor, would they have captured him and kept him like this in their ship? The image of Dinobot in Terrorsaur's position right now was just wrong, feeling simultaneously a little humorous. As if Dinobot would ever allow himself to be kept in such a state! But that was the problem, wasn't it? Dinobot would never, but Terrorsaur… He hadn't acted up at all. He hadn't even tried to escape yet. The tasks he was given were done well, if not perfectly, and he'd yet to complain. It was almost as if the bot was never there! Everyone had been so caught up in repairs and getting things done, happy, if nervous, that Megatron had been quiet. He was probably waiting for the Maximals to put their guard down, so he could escape more easily, but even so, his cooperation should be rewarded. In a way, they were trying to incorporate him into the team in order to help the Maximals' busy schedule. The flyer was no maintenance drone. And even maintenance drones were cleaner than that.

Optimus was angry. Not at anyone else or Terrorsaur but at himself. This wasn't what their agreement was about. And just who had been giving Terrorsaur orders, anyway? Primal only remembered having him sort medical supplies today, rearrange a storage closet another day… The flyer looked like he'd been cleaning the lower deck and crawling through muddy vents, but that was Rattrap's job because of that stunt he pulled with… Oh _no_.

Optimus hadn't been the only one giving orders, had he? He'd said the any one could give orders, and expressed belief that no one would abuse that. Rattrap and Dinobot were probably keeping him busy because he was a prisoner and that was that, and maybe even Rhinox was shunning him. He wondered about who else but those were the likely candidates. Rattrap was not above retribution where he benefitted immensely. Dinobot probably felt he was doing his job, and enjoying it, too, honor or no. Rhinox could be surprisingly vindictive sometimes…

Where he'd been angry before, now he felt extremely disappointed. First he'd search the whole ship for their spider guest. Then he had some Talks to attend to. Then he'd have a Meeting with all the Maximals. And Primus help the sparks who even _thought_ of falling asleep during _this _lecture. Of course, the blame rested solely on his shoulders, he shouldn't have just given such power to everyone, but he was still surprised it had been abused. Perhaps not as surprised as he thought he should be, but that only helped him affirm that a nice talk was in order. Especially to the one who'd weaseled his way out of punishment detail by making the 'prisoner' do it.

Dinobot moved forward as if to yank Terrorsaur to his feet, but Optimus stopped him with a hand on his arm. "Cheetor, show Terrorsaur the showers and how to operate them. He can _handle_ it, Dinobot. Terrorsaur didn't do this," he added as the two mechs with him were about to protest. As Cheetor nodded and turned to leave, Optimus's blazing optics settled on Rattrap. "You two are coming with me."

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"…sorry."

"Huh?"

"I said 'sorry.'"

Terrorsaur blinked into the chemical-water mix that was blasting in his face from the showerheads around him. As Cheetor explained, the chemicals dissolved organic compounds and the water rinsed the waste down the drain, where it was vaporized and the chemicals recycled. It wasn't much different from Predacon showers, except the room's design and the fact they had private showers, compared to a communal one…and they used water, instead of an all chemical solution. Predacons tended to have communal showers, and weren't antsy about washing off. Why would they be? It was also handy to not let oneself be caught in a small, private room alone on a Predacon ship. That was just stupid. A wide open space allowed a Con to survey the showers for possible threats. If cover was needed, there were plenty of tables and chairs where soaps, polishes, disinfectant, squeegees, and other supplies were kept. It surprised some people, even some Predacons, to learn that the Preds could actually share. On the other hand, Maximals were more into sharing everything all the time, and then privatizing the bathroom. He didn't understand it in the slightest. Just as Cheetor had finished explaining how the shower controls worked, Terrorsaur had started it up and climbed inside. The cat had shot out of the booth to stand near the door. Weirdo. It was a shower, he was there to get grime off himself, not do…whatever it was the cat thought he was going to do. Primus.

And now kitty was apologizing. Randomly.

He picked up a foot and let chemical-water get into the thruster, which immediately started to relax. A stream of brownish liquid started to seep out as muck was broken into liquid molecules and Terrorsaur winced. He hadn't realized he'd let them get so clogged up. "What exactly are you saying sorry for?" he asked testily.

There was a pause, then, "Well, you looked so run down! You've been working really hard. I mean, we all have, but you've been given all kinds of _boring,_ uncomfortable, hard tasks and…well, it's not what Optimus wanted. He wanted to start you off easy to build some 'rapport' around here. But then Rattrap was ordering you around to scrub the deck and Dinobot and… Well," He shifted audibly from foot to foot. "I just felt bad so I was apologizing that it was like that…"

Terrorsaur scowled in confusion, lifting his other foot. "So…you're apologizing to make _yourself_ feel better?"

"_Wha-?_ No! Not at all! I mean, I – Well, I guess it could be_ taken_ like that, but that's not what I meant at all!"

The flyer shook his head, still confused. He stayed quiet and Cheetor sighed loudly.

"If having me work 'til my digits wore down to the wire isn't want Optimus wanted then why'd he give everyone the ability to order me around? I essentially became a _slave_ for the past three weeks. I wasn't thinking of it like that, but now that I do a little reflecting of my own, I'd say that's what it was. Screw_ teamwork_, I was doing the dirty work your Maximals didn't want to do. A slaggin' maid, no pay, no _flying!"_ he screeched the last word with hysteria evident in his voice, but the shower had helped him relax enough that he was able to reign himself back in. "Don't say 'sorry' to me. You Maximals are all hypocrites, anyway. If you really 'felt bad' then why didn't you take the issue to your leader? Or something? Unholy Pits, it's no better than working for _Megatron_."

Truly it wasn't. In fact, it was very much the same. Megatron worked all the Predacons hard, every day. Worse even – when Megatron gave the order to scrape the hull of the ship, he really meant 'go suspend yourself ten feet over boiling lava upside down and pick burning rock from the heated outer metal of the ship until your armor was so hot you could melt.' Bit of an exaggeration, he knew, but it wasn't far from the truth. In comparison, the last month and a half of captivity should have been an oil cake walk. What made it so difficult, however, was Terrorsaur's own fears, programming, and the constant go go go! At least Megatron left the Preds alone everyday for a little while or sent them on a nice long round of patrols. Now it was get up before dawn, do mind numbing working til dusk, then recharge, stare out windows, or both. Yeah, he knew what "prisoner" meant, but 'what Optimus wanted'? He wasn't sure if turning a prisoner Predacon into a Maximal by being 'nice' to him was even possible. He was fairly sure he'd self destruct the moment he started thinking bananas looked yummy.

The showers turned off with the press of a button, the dryers turning on to evaporate the leftover water. Leaving a small cloud behind, Terrorsaur stepped out of the booth to consult a mirror for, perhaps, the second time in this whole ordeal. He smirked happily. He was shiny and clean, his joints were clear, his face was white, not yellow. He looked fraggin' _good_. His new body looked more like his Cybertronian one. The organic imitation that lined his outer armor was more realistic and smooth, but not all ugly, and he could switch it off and on with a mental click. Off, he looked like his old jet self, _Seeker_, all glistening metal and sharp angles. His wings spanned behind him, his feet were adorned with thrusters that unfolded at will if he used them, but his shoulder cannons were still hidden, which was just fine. He apparently had guns in his forearms, but he couldn't check them out what with The Device still active. Ugh. He wondered if he had a third alt mode – the jet-like design made him hope 'yes', but he didn't mind if that was left out. He knew he was faster, more agile, more aerodynamic, more powerful. He couldn't wait to use it! Consciously, next time, he noted silently.

Still smirking, he turned, and the smug look dropped from his features.

Right next to the door, Cheetor stood quietly and patiently, having gone silent a while ago, his face turned downwards and looking for all the world like his pet died. Or Optimus. Same thing, sort of, but sadder, he supposed. He looked like he'd start keening any moment. Or crying. Maximals were more prone to "crying" because of their ancestors' appreciation of the human ability to express sadness. Where Predacons emitted a loud, extremely sad, spark wrenching sound, Maximals tended to leak fluid from their optics. Ew. Even so…

Well, Cheetor deserved to feel bad. He was a Maximal! But he hadn't done anything to Terrorsaur. He hadn't given an order even once. But he was a Maximal, Primal's little side kick, the annoying yellow blur who couldn't shoot straight to save his life, but somehow managed to hit something with sheer quantity. And yet…

Cheetor felt him staring and looked up with big, sorrowful, doleful optics, like the ones Waspinator would give him until he finally tagged along on a patrol shift, or gave him "the shiny blinky thing" that was actually a flare (The wasp loved those things and it was so easy to get him to cooperate with Terrorsaur's schemes if he had one to wave around.), or watch vids from Cybertron he knew the red flyer hated cuz they were boring. The bad thing was, it wasn't fake. Waspinator only used that look when he was really dejected after endless teasing, and that's what Cheetor was. What happened? Was it something Terrorsaur said? Pit, the kid couldn't feel _that_ bad that things hadn't gone according to 'Primal's Plan'. Feeling uncomfortable and cornered, he reviewed what he'd ranted about before.

_Unholy Pits, it's no better than working for Megatron._

Oh.

By the Pit, _seriously_?

"Uhhh…" After some thought, he supposed it _was_ quite a blow to someone's morale. Especially to the littlest Maximal…

Cheetor's head tilted, "Huh?"

"Um..."

The felinoid bot's optics narrowed in confusion, then widened in realization, and Terrorsaur mentally slapped himself and straightened his posture to its full height. His face solidified into a mask of indifference, but the naïve one's dawning grin clearly said it was too late. Curse his moment of weakness! Slagging wasp!

"_Where to next_?" Terrorsaur asked a little too loudly.

Looking as peaceful and happy as if the pterosaur had actually said it, Cheetor smiled compassionately, "How about some food? Or energon? You must be _really_ hungry!" The spotted Buddha turned to walk out of the room.

Terrorsaur shifted uncertainly, then followed, feeling a little panicked. "Uh, I didn't _say_ anything…," he muttered loud enough for the cat to hear. It was almost as if he was asking a question.

"I know."

"I didn't say anything, so…there's nothing to tell anyone…?" Small yellow optics zipped from left to right, checking the corridors.

"Yeah, yeah. I know." A wider smile.

"_Stop_ that! I didn't _say _anything!"

He was only awarded with a chuckle.

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**Author's Discussion:**

_Ahh, this took a while to update, did it not? I hope you liked it. I was thinking it was going too fast or something, but I think it's okay. Further investigation into Tarantulas's little visit will be explored in the next chapter, I think. I hope I sort of covered Terrorsaur's upgrades. I didn't tell what he can DO, but now you have an idea of what he looks like. I mean, it's essentially the same upgrade he got in Deep Impact, if any of you have read that. More explanation will come with time, so be patient. :3 I am NOT designing him to be all powerful though, so if you're expecting some great powers or something, it's not that. An upgrade simply means he's overall more powerful, like TM2 Cheetor compared to TM or amped up Terrorsaur from that one episode compared to his usual self. . . Actually, I guess it's just like that! lol _

_So, Terrorsaur's about to go off the deep end at any moment and he apparently he has some semblance of a conscience. The look I'm talking about with Cheetor and Waspinator though, isn't the manipulative kind. It's not the false puppy eyes and crocodile tears. It's the genuine, dejected, 'I'm really really sad and hurt right now' kicked puppy look. ;_; Gah, it always gets me… ;_;_

_Oh, and hopefully the difference between keening and crying was explained adequately. The same difference applies in Beast Wars: Deep Impact and anything else I write, except that I know that some Preds might cry and some Maximals might keen and other exceptions. :3 _

_Er, I also just realized I didn't explain the box more liek I said I would, but if I had, this chapter would have been mre than 5000 words. x_x! Primus! Look at that! Cool! :D More later. Like I said, it'll all be revealed. x3 _

_I fan the flames of my inspiration with reviews… *3*_

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